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FCF · Current Report (Form 8-K) · Filed May 1, 2026

First Commonwealth Financial Corp — Current Report (Form 8-K)

Form
8-K
Filed
May 1, 2026
Period
Apr 28, 2026
Ticker
FCF
Accession
0000712537-26-000020
Boardroom Alpha · Filing insights

Shareholders elected directors to 2027 terms, ratified EY as auditors, and approved the executive compensation advisory vote.

About First Commonwealth Financial Corp
Market cap
$1.9B
1Y TSR
+21.4%
3Y TSR
+15.0%
Board grade
C+
Sector
Financial Services
CEO
T Michael Price
Last annual meeting: Apr 28, 2026 · View full First Commonwealth Financial Corp profile →
fcf-20260428

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2026
 
First Commonwealth Financial Corporation
(Exact name of registrant as specified in its charter)
 
Pennsylvania001-1113825-1428528
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
601 Philadelphia Street
IndianaPA15701
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (724) 349-7220
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valueFCFNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.07
Submission of Matters to a Vote of Security Holders
On April 28, 2026, First Commonwealth Financial Corporation (the “Company”) held its annual meeting of shareholders. The final voting results for each of the matters submitted to a vote of security holders during the annual meeting are set forth below.
1. Election of DirectorsForWithheldAbstainBroker
Non-Vote
Todd D. Brice72,914,0671,416,115263,7028,518,199
Julie A. Caponi72,296,0282,052,446245,4108,518,199
Ray T. Charley66,482,1957,833,789277,9008,518,199
Gary R. Claus72,770,2511,541,642281,9918,518,199
Joseph V. Divito, Jr.73,947,212370,497276,1758,518,199
Jon L. Gorney68,254,1095,754,803490,3618,518,199
Jane Grebenc72,199,4332,125,536268,9158,518,199
Bart E. Johnson73,925,232400,847267,8058,518,199
Luke A. Latimer72,127,2432,185,329281,3128,518,199
Aradhna M. Oliphant72,673,5761,631,553288,7548,518,199
T. Michael Price73,828,021515,062250,8018,518,199
Stephen A. Wolfe73,953,249357,962282,6738,518,199

The directors named above were each elected to terms expiring in 2027.

ForAgainstAbstain
2. Ratification of Ernst & Young LLP as independent registered public accountants82,611,684202,073298,327

The ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was approved.
ForAgainstAbstainBroker
Non-Vote
3. Approval of the advisory vote on executive compensation72,113,6452,020,266459,9748,518,199

Shareholders approved, by an advisory vote, the compensation of the Company’s named executive officers.

Item 9.01Financial Statements and Exhibits
Exhibits
101Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 30, 2026
 
FIRST COMMONWEALTH FINANCIAL CORPORATION
By:   /s/ James R. Reske
Name: James R. Reske
Title: Executive Vice President, Chief Financial Officer and Treasurer


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Reference

Frequently asked questions

When did First Commonwealth Financial Corp file this 8-K?
First Commonwealth Financial Corp (FCF) filed this Current Report (Form 8-K) with the SEC on May 1, 2026. The accession number assigned by EDGAR is 0000712537-26-000020.
What does an 8-K disclose?
Form 8-K is the SEC's current-report form, used to disclose material events between periodic reports (10-K / 10-Q). Triggers include CEO/CFO departures, acquisitions, bankruptcies, earnings releases, auditor changes, changes in fiscal year, and amendments to corporate governance. Each 8-K is keyed to one or more Item numbers (1.01 through 9.01).
What is the key takeaway from this filing?
Shareholders elected directors to 2027 terms, ratified EY as auditors, and approved the executive compensation advisory vote. This is Boardroom Alpha's one-line summary of the current report; see the full filing text above for the formal disclosure.
What Item codes does an 8-K cover?
An 8-K's Item codes (1.01 through 9.01) specify what kind of event is being disclosed — e.g. Item 1.01 for entering a material agreement, Item 5.02 for departure/election of directors and executive officers, Item 8.01 for other events. The Item codes for this 8-K appear in the filing text above.
Where can I find First Commonwealth Financial Corp's prior current reports on EDGAR?
The SEC EDGAR browser lists every 8-K First Commonwealth Financial Corp has filed under CIK 712537, sortable by date. Use the "View on SEC EDGAR" link in the page header, or browse directly via https://www.sec.gov/cgi-bin/browse-edgar.
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